0001213900-22-003103 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 21st, 2022 • Guardforce AI Co., LTD • Services-detective, guard & armored car services

This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 18, 2022, between Guardforce AI Co., Limited, an exempted company incorporated in the Cayman Islands (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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ORDINARY SHARE PURCHASE WARRANT Guardforce AI Co., Limited
Guardforce AI Co., LTD • January 21st, 2022 • Services-detective, guard & armored car services

THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received , or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 20, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Guardforce AI Co., Limited, an exempted company incorporated in the Cayman Islands (the “Company”), up to Ordinary Shares par value US$0.003 each (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 21st, 2022 • Guardforce AI Co., LTD • Services-detective, guard & armored car services • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January 18, 2022, between Guardforce AI Co., Limited, an exempted company incorporated in the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

Guardforce AI Co., Limited
Guardforce AI Co., LTD • January 21st, 2022 • Services-detective, guard & armored car services • New York
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